Compass Diversified Holdings Announces Proposed Private Add-on Offering of $200 Million of 8.000% Senior Unsecured Notes Due ...
May 05 2020 - 7:36AM
Compass Diversified Holdings (NYSE: CODI) (“CODI”), a Delaware
statutory trust and the sole owner of 100% of the trust interests
in Compass Group Diversified Holdings, LLC (the “Company”), and the
Company announced today that the Company intends, subject to market
and other conditions, to commence a private add-on offering of $200
million aggregate principal amount of the Company’s 8.000% Senior
Notes due 2026 (the “Additional Notes”). The Additional Notes will
be issued under the indenture dated as of April 18, 2018 (the
“Indenture”), between the Company and U.S. Bank National
Association, as Trustee. The Company previously issued 8.000%
Senior Notes due 2026 in the aggregate principal amount of $400
million under the Indenture (the “Existing Notes” and, together
with the Additional Notes, the “Notes”). The Additional Notes will
be identical in all respects to, and will be treated as a single
class for all purposes under the Indenture with, the Existing
Notes, except that the Additional Notes will have a different
issuance date and may have a different issuance price. The Notes
will mature on May 1, 2026. Interest will accrue on the Additional
Notes from May 1, 2020, and the first interest payment date will be
November 1, 2020.
The Company intends to use the net proceeds from
the sale of the Additional Notes and the Trust’s recently announced
common share offering to repay the outstanding balance on the
Company’s existing revolving credit facility, with the remainder of
the net proceeds from this offering to be used to provide the
Company with liquidity to allow it to opportunistically pursue
future acquisitions and for general corporate purposes.
The Additional Notes will be the Company’s
senior unsecured obligations and will not be guaranteed by any of
the Company’s subsidiaries.
The Additional Notes will not be registered
under the Securities Act of 1933, as amended (the “Securities
Act”), or any state securities laws and, unless so registered, may
not be offered or sold in the United States except pursuant to an
applicable exemption from the registration requirements of the
Securities Act and applicable state securities laws. The Additional
Notes will be offered only to qualified institutional buyers in
accordance with Rule 144A and to non-U.S. Persons under Regulation
S under the Securities Act.
This press release does not and will not
constitute an offer to sell or the solicitation of an offer to buy
the Additional Notes, nor will there be any sale of the Additional
Notes in any state in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such state. This press release is being
issued pursuant to and in accordance with Rule 135c under the
Securities Act.
About Compass Diversified Holdings
(“CODI”)
CODI owns and manages a diverse family of
established North American middle market businesses. Each of its
current subsidiaries is a leader in its niche market.
CODI maintains controlling ownership interests
in each of its subsidiaries in order to maximize its ability to
impact long-term cash flow generation and value. The Company
provides both debt and equity capital for its subsidiaries,
contributing to their financial and operating flexibility. CODI
utilizes the cash flows generated by its subsidiaries to invest in
the long-term growth of the Company and to make cash distributions
to its shareholders.
Our nine majority-owned subsidiaries are engaged
in the following lines of business:
- The design and marketing of purpose-built technical apparel and
gear serving a wide range of global customers
(5.11);
- The manufacture of quick-turn, small-run and production rigid
printed circuit boards (Advanced
Circuits);
- The manufacture of engineered magnetic solutions for a wide
range of specialty applications and end-markets (Arnold
Magnetic Technologies);
- The design and marketing of wearable baby carriers, strollers
and related products (Ergobaby);
- The design and manufacture of custom molded protective foam
solutions and OE components (Foam
Fabricators);
- The design and manufacture of premium home and gun safes
(Liberty Safe);
- The design and manufacture of baseball and softball equipment
and apparel (Marucci Sports);
- The manufacture and marketing of portable food warming systems,
creative indoor and outdoor lighting, and home fragrance solutions
for the foodservice industry and consumer markets
(Sterno); and
- The design, manufacture and marketing of airguns, archery
products, optics and related accessories (Velocity
Outdoor).
This press release may contain certain
forward-looking statements, including statements with regard to the
commencement of the offering and the use of proceeds from the
offering. Words such as "believes," "expects," "projects," and
"future" or similar expressions, are intended to identify
forward-looking statements. These forward-looking statements are
subject to the inherent uncertainties in predicting future results
and conditions. Certain factors could cause actual results to
differ materially from those projected in these forward-looking
statements, and some of these factors are enumerated in the risk
factor discussion in the Form 10-K filed by CODI with the SEC for
the year ended December 31, 2019 and in the Form 10-Q filed by CODI
with the SEC for the quarter ended March 31, 2020, as well as other
filings with the SEC. Except as required by law, CODI undertakes no
obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
|
|
Investor Relations: |
Media Contact: |
The IGB Group |
Joele Frank, Wilkinson Brimmer Katcher |
Leon Berman |
Jon Keehner / Julie Oakes / Kate Thompson |
212-477-8438 |
212-355-4449 |
lberman@igbir.com |
|
Compass Diversified (NYSE:CODI)
Historical Stock Chart
From Aug 2024 to Sep 2024
Compass Diversified (NYSE:CODI)
Historical Stock Chart
From Sep 2023 to Sep 2024